AZB & Partners has advised DP World on the acquisition of shares which will result in its subsidiary DP World Global Investment and National Investment and Infrastructure Fund, a fund jointly owned by the government of India and other investors, as shareholders of Hindustan Infralog, with the aggregate committed proposed acquisition of shares of up to US$3 billion. Partners Vinati Kastia and Abhishek Shinde led the transaction, which was completed on February 22, 2018.
AZB & Partners has also advised US-based General Electric on the acquisition by GE India Industrial of the balance 26 percent of the share capital of Alstom Bharat Forge Power from Bharat Forge. Partner Vaidhyanadhan Iyer led the transaction, which was valued at Rs2.3 billion (US$35.4m) and was completed on February 26, 2018.
Baker McKenzie FenXun (FTZ) Joint Operation Office has advised Excel Partners China Fund on a US$175 million secured term loan facility by a consortium of five leading international banks, led by Deutsche Bank AG as mandated lead arranger, to three Barbados subsidiaries of Excel as borrowers. The loan is secured by a complex security package, mainly consisting of the mortgage of the Excel Centre, a Grade A office building on Beijing’s financial street indirectly owned by the three borrowers through three wholly foreign-owned enterprises established in Tianjin. Other securities include cross-border guarantees, onshore and offshore share pledges, debentures and charges on account receivables. Hong Kong partners Simon Leung and Rico Chan led the transaction.
Clifford Chance has advised William Hill on the sale, via a competitive sale auction, of its Australian book-making business William Hill Australia to CrownBet, one of Australia’s largest gaming and entertainment groups. William Hill entered the Australian gaming market in 2013, through the A$660 million (US$519.4m) acquisition of Sportingbet, Centrebet, and tomwaterhouse.com. The firm advised on both the Centrebet and tomwaterhouse.com transactions. Partner Lance Sacks led the transaction.
Clifford Chance has also advised the Republic of Indonesia on the US and English law aspects of the update of its US$25 billion trust certificates (sukuk) issuance programme and the issuance of a US$3 billion dual tranche sukuk, comprising a five-year “green” sukuk and a 10-year sukuk. The transaction was the world’s first-ever sovereign green sukuk, and the first issuance under the Republic’s green bond and green sukuk framework. Singapore partner Johannes Juette and Dubai partner Qudeer Latif led the transaction.
Conyers Dill & Pearman has provided Cayman Islands advice to Simplicity Holding on its HK$55 million (US$7m) IPO of 200 million shares in Hong Kong. Simplicity Holding operates casual dining, full service restaurants across Kowloon and the New Territories in Hong Kong. The company currently owns and operates 10 restaurants offering Chinese, western and Thai cuisine under its respective Marsino, La Dolce and Grand Avenue Thai Cafe brands. Hong Kong partner Lilian Woo, working alongside Michael Li & Co, led the transaction.
East & Concord Partners has advised Haitong Unitrust International Leasing on successfully registering a Rmb4.8 billion (US$759.4m) interbank market financing instrument. On October 17, 2017, Haitong Unitrust registered the private placement note with a registered amount of Rmb3 billion (US$474.6m). Haitong Unitrust was the principal underwriter and bookrunner, while Industrial Bank was the joint principal underwriter. On February 26, 2018, Haitong Unitrust registered the first medium term note in 2018 with a registered amount of Rmb1.8 billion (US$284.8m). Haitong Securities and Ping An Bank were the principal underwriters. Shenzhen partner Wang Tao, and supported by Wang Zhe, led the transaction.
Hogan Lovells has advised Swissport Group on the financing and completion of its acquisition of Aerocare, the number one ground handling operator in Australia and New Zealand. Swissport is the world’s largest provider of ground and cargo handling services in the aviation industry. It operates across 315 airports around the world. Swissport, via its Aerocare acquisition, gains access to a very attractive client base. Founded in 1992, Aerocare has grown to become the largest ground handling company within the region. It provides services to major domestic and international airlines across 36 airports in Australia and New Zealand. The financing and completion of the acquisition was funded by a €325 million (US$403.3m) incremental Term Loan B facility provided by Barclays. Banking partners Alexander Premont (London & Paris), Gordon Wilson (Washington DC) and Richard Hayes (Sydney), Perth corporate partner Matthew Johnson and London international debt capital markets partner Sylvain Dhennin led the transaction.
J Sagar Associates has advised Vardhaman Special Steels (VSS) and IIFL Holdings, as the book-running lead manager, on VSS’s qualified institutions placement. VSS has completed an issue of approximately 3.57 million equity shares with face value of Rs10 (US$0.154) each at Rs140 (US$2.15) per equity share, aggregating to approximately Rs500 million (US$7.7m). VSS is one of the leading producers of special and alloy steel products in India. VSS also supplies special steel with forging applications to the international markets of Thailand, Taiwan, Turkey, Russia, Italy and Spain. Partners Vikram Raghani and Arka Mookerjee led the transaction.
J Sagar Associates has also advised Aircel and its subsidiaries Aircel Cellular and Dishnet Wireless on the initiation of the corporate insolvency resolution process under the Insolvency and Bankruptcy Code 2016 before the National Company Law Tribunal, Mumbai Bench. The applications were filed on February 28, 2018 and the preliminary order admitting the applications for initiation of the corporate insolvency resolution process was passed on March 8, 2018. Aircel provides telecommunication services in 16 circles in India with a large subscriber base. This is the first corporate debtor filing under the said code by a company in the retail sector of this size. Joint managing partner Dina Wadia and partners Divyanshu Pandey, Varghese Thomas and Aditya Rathi led the transaction.
Khaitan & Co has advised FSM Education on the investment by DSG Consumer Partners and Banyan Tree in equity shares and preference shares of FSM Education. Furtados School of Music (FSM) was founded in July 2011, with a vision to make quality music education accessible to children and individuals, young and old. FSM spans 45 points of presence across schools and centres, imparting music education to over 25,000 students. Partner Nikhilesh Panchal led the transaction.
Khaitan & Co has also advised Skipper on a 50.50 joint venture with Metzerplas Cooperative Agricultural Organisation. Skipper is India’s leading manufacturer of transmission and distribution structures and plastic water pipes. It was set up in 1981 and is the flagship company of the SK Bansal Group. Partner Kartick Maheshwari led the transaction.
King & Spalding has advised the shareholders of Dalma Energy, a Middle East oil and gas land drilling company, on the proposed combination of its business operations in Oman and Saudi Arabia with the business operations of KCA Deutag to form an enlarged business under the KCA Deutag Group. Upon completion of the transaction, Dalma Energy shareholders will receive approximately 22 percent of the shareholding in the enlarged KCA Deutag Group. The enlarged KCA Deutag Group will become the second largest owner and operator of land rigs in the Middle East, with 46 land rigs in the region. Dubai partners Jawad Ali and Simon Rahimzada, supported by Dubai partner Rizwan Kanji (debt capital markets) and London partners Ilan Kotkis (corporate) and Daniel Friel (tax) and Jules Quinn (employment & benefits), led the transaction.
Milbank, Tweed, Hadley & McCloy has advised AirAsia, Asia’s largest low-cost airline, on an agreement to sell its aircraft leasing operations to BBAM, one of the world’s largest dedicated managers of investments in commercial jet aircraft. Asia Aviation Capital (AAC), a wholly-owned subsidiary of AirAsia, will sell the aircraft leasing operations to BBAM-managed entities for a total disposal consideration of US$1.18 billion, valuing AirAsia at an enterprise valuation of US$2.85 billion. Singapore partner Paul Ng, head of aviation and asset finance practice in Asia, led the transaction, which is the largest deal of its kind in Asia to date and is expected to close in the second and third quarters of 2018.
Rajah & Tann Singapore has acted on the collective sale of all the strata lots and common property in the residential development known as Casa Contendere, situated at 35 Gilstead Road, Singapore. The development, which is situated on land zoned “residential” under the 2014 Master Plan, was sold for S$72 million (US$55m) to Tee Forward, a wholly-owned subsidiary of Tee Limited. The sale garnered 100 percent consensus among all the registered proprietors of the development. Partners Norman Ho and Gazalle Mok led the transaction.
Rajah & Tann Singapore has also advised Esteel Enterprise on its vendor compliance sale of shares in BRC Asia to restore the free float of the company to enable resumption of trading in its shares. The BRC Asia group is engaged in building construction, as well as the manufacture of basic iron and steel. Partner Danny Lim led the transaction.
Simpson Thacher has advised the underwriters, represented by Morgan Stanley and MUFG Securities Americas, on the offering by Mitsubishi UFJ Financial Group of US$750 million floating rate senior notes due 2023, US$1.5 billion 3.455 percent senior notes due 2023, US$750 million 3.777 percent senior notes due 2025 and US$500 million 3.961percent senior notes due 2028. The offering was made pursuant to MUFG’s shelf registration statement on Form F-3 under the Securities Act. MUFG is the holding company for one of the world’s largest and most diversified financial groups, providing a broad range of financial services in Japan and around the world. Tokyo capital markets partner Alan Cannon led the transaction.
Sullivan & Cromwell is representing Nippon Steel & Sumitomo Metal (Japan) on its joint venture formation agreement with ArcelorMittal (Luxembourg), in relation to its offer to acquire Essar Steel India. Partners Robert DeLaMater (corporate-New York) and Adam Paris (antitrust-Los Angeles) are leading the transaction, which was announced on March 2, 2018.
Sullivan & Cromwell (Hong Kong) is also representing Fiera Capital (Canada) on its definitive agreement to acquire Clearwater Capital Partners (Hong Kong). Partners Garth Bray (corporate-Hong Kong), Mark Menting (regulatory-New York), Frederick Wertheim (regulatory-New York) and David Spitzer (tax-New York) are leading the transaction, which was announced on March 1, 2018.
Weil has advised Advent International and its portfolio company The Learning Lab on the acquisition of Best Learning, an English language training institute for juniors in China. The Learning Lab, a leading provider of K-12 academic enrichment and tutorial services in Singapore, has formed a premium regional after-school education platform with Best Learning, an English language training institute for juniors in China. Advent International, one of the largest and most experienced global private equity investors, is the controlling shareholder of The Learning Lab and provided equity financing to support the company’s investment in Best Learning, creating an education platform in Asia. The investment bolsters Advent’s efforts to establish a regional, multi-centre education and academic services platform, following its previous investment in The Learning Lab in 2014. The two companies will share many synergies, including teaching and learning models, curriculum and enhancing the learning life cycle of students. Corporate partner Charles Ching led the transaction.
WongPartnership is acting for LTC on the voluntary conditional cash offer for all of the issued ordinary shares of the company by Mountbatten Enterprises, a consortium comprising of the company’s controlling shareholders from the Cheng family. Partner Chan Sing Yee is leading the transaction.